Summary
This 8-K filing from The Boeing Company announces a significant leadership transition. Effective July 1, 2015, W. James McNerney, Jr. will step down as Chief Executive Officer, while continuing as Chairman of the Board. Dennis A. Muilenburg, previously Vice Chairman, President, and Chief Operating Officer, has been appointed as the new President and Chief Executive Officer and will also join the Board of Directors. Mr. McNerney will remain employed in a transitional capacity until February 29, 2016, to ensure a smooth handover. The filing also details the compensation arrangements for both executives. Mr. McNerney will receive a transitional base salary and be eligible for incentives during his transition period, while continuing to receive benefits. Mr. Muilenburg's new role comes with a base salary of $1.6 million and an annual incentive target of 170% of his base salary, along with a grant of restricted stock units vesting over three years. Additionally, the Board of Directors has amended the company's By-Laws to increase the size of the Board from ten to eleven members, effective with the leadership changes.
Key Highlights
- 1Leadership Transition: W. James McNerney, Jr. stepping down as CEO, replaced by Dennis A. Muilenburg.
- 2McNerney Remains Chairman: W. James McNerney, Jr. will continue to serve as Chairman of the Board.
- 3Transition Period: McNerney will stay with Boeing until February 29, 2016, to aid in the leadership handover.
- 4Muilenburg's New Role & Compensation: Dennis A. Muilenburg appointed CEO with a $1.6M base salary, 170% incentive target, and stock unit grant.
- 5McNerney's Transition Compensation: McNerney to receive $1.5M base salary, incentive eligibility, and continued benefits during transition.
- 6Board Expansion: The number of directors on the Board has been increased from ten to eleven.
- 7Executive Appointments: Muilenburg also appointed Chair of the Special Programs Committee and sole member of the Stock Plan Committee.